Total Assets / Total revenue Standard Listing- Rules 5405(a) and 5405(b)(4) requirements

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Total Assets / Total revenue Standard Listing- Rules 5405(a) and 5405(b)(4) requirements:

–  US$75 million in total assets and total revenue (in latest fiscal year or two of the last  three fiscal years);

 – 1.1 million publicly held shares;

–  US$20 million market value of publicly held shares;

 – US$4 minimum bid price;

 – 400 “round lot” shareholders (i.e., holders of 100 or more shares);

 – Four Market Makers; and

 – Appropriate corporate governance (see Rule 5600 series).

– Additionally, companies desiring to list on any exchange in the United States must also register in each state in which the securities will be offered to the public and comply with those states’ “blue- sky laws.”

2.2 Track Record Requirement

There is no prior trading requirement for NASDAQ, however, the SEC generally requires a
company to have 3 years of operating history before it will be allowed to register.

There are generally no exceptions to the operating history requirement, unless the issuer is
listing under the Equity Standard.

2.3 Sufficiency of Working Capital

There are no quantifiable working capital requirements for NASDAQ.

2.4 Eligibility for Electronic Settlement

All securities listed on NASDAQ (except non-equity securities which are book-entry only) must be eligible for a Direct Registration Program operated by a clearing agency registered under Section 17A of the Exchange Act. A foreign issuer may follow its home country practice in lieu of this requirement by utilizing the process described in Rule 5615(a)(3).

If an issuer establishes or maintains a Direct Registration Program for its shareholders, the issuer shall, directly or through its transfer agent, participate in an electronic link with a clearing agency registered under Section 17A of the Exchange Act to facilitate the electronic transfer of securities held pursuant to such programme.

A foreign issuer must be eligible to participate in a Direct Registration Program, as required by Rule 5255, unless prohibited from complying by a law or regulation in its home country. In such case, a foreign issuer may follow its home country practice in lieu of this requirement by using the process described in Rule 516(a)(3).

3 Overseas Companies

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